“Goods” means any goods and/or services provided by the Company as ordered by the Client. “Company” means Ben’s Muffins Inc. (also referred to as Ben’s Muffins or Ben’s Muffins Co.) “Client” means the person, firm or company placing an order with the Company.
These terms and conditions apply to any provision of services or materials by the Company to the Client.
3) FORMATION OF CONTRACT:
All Goods sold by the Company are sold subject to the Company’s standard terms and conditions (as detailed below) which form part of the Client’s contract with the Company. Terms and conditions on the Client’s order form or other similar document shall not be binding on the Company.
The prices, quantities and delivery time stated in any quotation are not binding on the Company. They are commercial estimates only which the Company will make reasonable efforts to achieve.
5.1 Orders will be deemed to have been placed when an email confirmation has been received from a responsible executive of the client company.
5.2 For email invitations, online fulfilment projects and direct marketing files (as provided by the Company it is a requirement of the Company, that the email piece, online form or mail piece shall be approved by the company before an order can be confirmed and any data dispatched.
6) RE-SELLING ON 3rd PARTY SITES:
We allow anyone purchasing the Company’s products wholesale to sell our products in their own brick & mortar stores, or on their own branded website. However, we do not allow the re-sale of any the Company’s products via 3rd party sellers, whether brick & mortar or online. That includes Amazon, eBay, or other popular eCommerce platforms. The Company shall be the only company allowed to sell our products via 3rd party sites. We do this to ensure brand consistency and quality across Sales channels. Anyone found to be in violation of this policy, may find their wholesaler account terminated at the sole discretion of Ben’s Muffins Co.
7) RIGHT TO SUB CONTRACT:
Unless otherwise agreed the Company shall be entitled to sub-contract all or any part of the work.
The Company will use its best endeavors to supply the services or materials within the quoted time (normally within a maximum of seven days from order or otherwise as agreed) but time will not be of the essence within the contract.
The Client acknowledges that the rights to the Goods are owned by the Company and that the Goods are protected by United States copyright laws, international treaty provisions and all other applicable national laws.
10) RISK OF LOSS:
The risk of loss or damage to the Goods shall pass to the Client upon delivery of the Goods.
11.1 New clients or other clients out of terms may be expected to pay in advance for their services.
11.2 If any amount of an invoice is disputed then the Client shall inform the Company of the grounds for such dispute within seven days of delivery of the goods and shall pay to the Company the value of the invoice less the disputed amount in accordance with these payment terms. Once settlement of the dispute has been agreed, any sum then outstanding shall also be payable in accordance with these payment terms.
11.3 The Company reserves the right to increase a quoted fee in the event that the client requests a variation to the work agreed.
In view of the nature of the service, any order – once confirmed by the Company – is not cancellable. Cancellation of the Order by the Client will only be accepted on condition that any costs, charges and expenses already incurred, including any charges that will be levied by a sub-contractor on account of their expenses, work or cancellation conditions will be reimbursed to the Company forthwith.
Products supplied by the company are dispatched by mail shall be deemed as having been delivered when electronic package tracking indicates the package has been delivered. Any goods delivered and received that are signed for by a third party will be assumed by the Company to have the client’s permission to sign on their behalf. The Company has the right to cancel any order, in this instance all monies owed will be refunded to the client.
While the vast majority of our customers are delighted by our products, if you are not 100% satisfied with your purchase, you can either return your order for a full refund. We accept returns within 30 days of delivery for packs that are at least 3/4 full or unopened. If you would like to create a return, please send an email to email@example.com. Our customer service team will send you a form to fill out and a prepaid shipping label. Your order will be refunded in full.
All written notices to be served on or given to the client shall be sent or delivered to the client’s principle place of business and shall be treated as having been given upon receipt.
16) LOSS OR DAMAGE TO SUPPLIES:
The Company will take all reasonable steps to ensure the protection from loss, damage or destruction of the services or materials it supplies to the Client (or which may be received from the Client).
17.1 The Company warrants that it has the right to provide the Goods but otherwise the Goods are provided on an “as-is” basis without warranty of any kind, express or implied, oral or written including, without limitation, the implied conditions of merchantable quality, fitness for purpose and description, all of which are specifically and unreservedly excluded. In particular, but without limitation, no warranty is given that the Goods are suitable for the purposes intended by the Client.
17.2 The Company warrants that the Goods will be supplied using reasonable care and skill. The Company does not warrant that the Goods supplied are error-free, accurate or complete.
18) LIMITATION OF LIABILITY:
18.1 The Company shall not be liable for any claim arising out of the performance, non-performance, delay in delivery of or defect in the Goods nor for any special, indirect, economic or consequential loss or damage howsoever arising or howsoever caused (including loss of profit or loss of revenue) whether from negligence or otherwise in connection with the supply, functioning or use of the Goods. Any liability of the Company shall in any event be limited to the license fees paid by the Client in the year in which the event of default arises.
18.2 Nothing herein shall limit either party’s liability for death or personal injury arising from the proven negligence by itself or its employees or agents.
18.3 The Client shall fully indemnify the Company against any liability to third parties arising out of the Client’s use of the Goods.
19) FORCE MAJEURE:
The Company will not be liable to the Client for any loss or damage suffered by the Client as a direct result of the Company, its sub-contractors or the list-owner from whom the sample or other service or material is derived being unable to perform the Contract in the way agreed by reason of cause beyond its control including Act of God, accident, war, riot, lockout, strike, flood, fire, power failure, breakdown of plant or machinery, delay in transit, postal delay, or any other unexpected or exceptional cause or circumstance.
20) GOVERNING LAW:
These Terms of Trading shall be subject to and construed in accordance with the laws of The United States and the parties hereby submit to the exclusive jurisdiction of the United States courts.